Yes, all partners agree.

Article 31 of the Partnership Enterprise Law: Unless otherwise agreed in the partnership agreement, the following matters of a partnership enterprise shall be unanimously agreed by all partners:

(1) Changing the name of the partnership enterprise;

(2) Changing the business scope and the location of the main business premises of the partnership;

(3) Disposing of the real estate of the partnership enterprise.

(4) Transferring or disposing of the intellectual property rights and other property rights of the partnership;

(5) Providing guarantee for others in the name of partnership;

(6) employing persons other than the partners as the management personnel of the partnership enterprise.

Whether it violates "limited partners are not allowed to carry out partnership affairs" depends on whether this provision is prohibitive or administrative, which requires a systematic interpretation of the law.

Paragraph 2 of Article 76 of the Partnership Enterprise Law stipulates:

A limited partner conducts transactions with others in the name of a limited partnership without authorization.

If losses are caused to the limited partnership or other partners, the limited partners shall be liable for compensation.

In other words, a limited partner can be authorized to trade with others in the name of a partnership.

Article 60 of the Partnership Enterprise Law stipulates that the provisions of this Chapter (Limited Partnership Enterprise) shall apply to a limited partnership enterprise and its partners; Where there are no provisions in this chapter, the provisions on general partnership enterprises and their partners in sections 1 to 5 of Chapter II (General Partnership Enterprises) of this Law shall apply.

Generally speaking, the provisions of Article 68 of the Partnership Enterprise Law should be regarded as administrative provisions, not mandatory prohibitions. First of all, the partnership emphasizes human nature and respects the autonomy of the will to the maximum extent. Second, after a systematic explanation, it should be considered that (without agreement), a limited partner may not perform partnership affairs, but may be allowed to perform partnership affairs with the unanimous consent of all partners. Third, the partners are legal persons, and the employees of legal persons are natural persons. Hiring a natural person other than a partner to carry out affairs in the name of a partnership enterprise requires the unanimous consent of all partners.

2. Party A has quit the partnership, but privately lent money to his friends in the name of partnership, and the friends can't repay it at maturity. What should the bank do?

Case analysis of partnership enterprise law 2 Party C started a partnership enterprise with three people, with Party A contributing 30,000 yuan, Party B contributing 20,000 yuan, and Party C contributing to provide labor services. The partnership agreement is relatively simple, and there is no proportion of profit distribution and loss sharing. It is only agreed that in June of 30 years, Party A wants to transfer part of its property share to Party D, and Party B agrees to join Party D as a new partner. When Party C quits the partnership, Party A and Party B agree to quit the partnership, and Party D joins the partnership and borrows 30,000 yuan. From June, 5438 to October, 2000/KLOC-0, Party A became his friend privately in the name of partnership, and the bank was unaware of Party A's private behavior. In April, 200 1 year, due to poor management, the partnership was dissolved, and the debt of the enterprise was 90,000 yuan, which could not be paid off. According to the facts of the case, please answer the following questions: 1. Ding believes that the debt owed by Great Wall Company occurred before its employment, and the debt is liable. It has nothing to do with Ding quitting the company in June 2000. Is C's view correct? 3. If A's friend fails to pay off the loan at maturity, does the bank have the right to ask the partnership to assume the guarantee responsibility? 4. If other partners unanimously agree to remove Party A after learning that Party A has provided the partnership property as a guarantee privately, then Great Wall Company, loan bank and partnership creditors think that Party B has sufficient funds and require it to pay off all debts after the liquidation of the partnership. These creditors have paid off the partnership creditors RMB 10000. How should Party B recover from other partners? 1. Ding's point of view is incorrect. Although the debts owed by the partnership to Great Wall Company occurred before Ding entered the partnership, the Partnership Law stipulates that the new partners who entered the partnership shall be jointly and severally liable for the debts of the partnership before they entered the partnership. Therefore, Ding needs to be jointly and severally liable for the debt. 2.c's view is not completely correct. Although the partnership debts incurred by C in June 2000 are jointly and severally liable with other partners, the partnership debts are not unrelated to C, and C will be jointly and severally liable with other partners for the debts of the company before June 2000, such as the debts owed by Great Wall Company. 3. If Party A's friend fails to pay off the loan of 40,000 yuan at maturity, the bank has the right to ask the partnership to undertake the guarantee responsibility. Although providing guarantee for others in the name of a partnership requires the consent of all partners, all partners have the right to represent the partnership, and the bank is unaware of Party A's private provision of guarantee. The partnership shall not resist the restrictions on the partners' execution of partnership affairs and shall bear the guarantee responsibility to the bank. 4. If other partners agree to remove Party A from the list after learning that Party A has provided security with the partnership property privately, the resolution is valid. If losses are caused to the partnership due to intentional or gross negligence, or if there is improper behavior in the execution of partnership affairs, it may be removed by resolution. 5. Creditors in cooperatives, loan banks and partnership enterprises think that individual B has sufficient funds and ask him to pay off all debts. The demands of these creditors can be supported. Because when the partnership property is used to pay off the debts of the partnership, the insufficient part shall be borne by the partners in proportion to the losses shared by the partnership. However, the share ratio between partners is not binding on creditors. Creditors may, according to their own repayment interests, request one or more of all partners to bear all repayment responsibilities, or claim compensation from each partner according to their own proportion. The partner who assumes the liquidation responsibility has the right to recover from other partners. 6. Since Party B has assumed all the liquidation responsibilities of the partnership, and the amount actually paid exceeds the amount that should be borne according to the established proportion, it will recover the excess from the partners who have not paid or paid the due amount in full. Before Party C quits the partnership, the debt of the partnership is 30,000 yuan owed to Great Wall Company, which shall be paid by three original partners of Party A, Party B and Party C and the new partner of Ding Xin. Because the partnership agreement of the enterprise does not stipulate the proportion of losses, it should be shared equally by all partners, that is, Party A, Party B, Party C and Party D each bear 7500 yuan. Since A's friend has already paid 40,000 yuan to B, the debt of the partnership after C quits the partnership is 90,000 yuan. Similarly, partners should share equally, that is, Party A, Party B and Party D each bear 30,000 yuan. Therefore, Party B has the right to recover RMB 37,500 from Party A, RMB 7,500 from Party C and RMB 37,500 from Party D. ..

3. Without the knowledge of the bank, the partner guarantees a loan of 50,000 yuan for his friend in the name of the enterprise. ...

This partner should be a legal representative, right? The bank is a goodwill third party, so you may not call it if you don't know it. However, if it causes you losses, you can ask the partner to compensate for the losses.

4. The partner privately guarantees a loan of 50,000 yuan for his friend in the name of the enterprise, and the bank does not know that his friend has not repaid the loan due. Can the bank ask the enterprise? ...

This partner should be a legal representative, right? The bank is a goodwill third party, so you may not call it if you don't know it. However, if it causes you losses, you can ask the partner to compensate for the losses.